Relocation Expenses Agreement - AMD

This Relocation Expenses Agreement (the "Agreement") is entered into by and
between Advanced Micro Devices, Inc. ("AMD") and Read, Rory
("Employee") (collectively, the "Parties").

1.

Relocation Expenses.

AMD agrees to provide Employee, and/or designated third parties on behalf of
Employee, certain expenses associated with Employee's relocation in connection
with Employee's AMD employment ("Relocation Expenses"). Relocation Expenses
shall include only those expenses authorized and described in the enclosed
Relocation Guidelines, and/or other expenses related to Employee's relocation
that are pre-approved in writing by an AMD Vice-President. Employee's
estimated relocation expenses are $244,607.
Actual Relocation Expenses may be greater or less, and the terms of this
Agreement apply only to the amount actually incurred by or paid to Employee.

2.

Repayment of Relocation Expenses.

Employee agrees to repay to AMD all or a prorated amount of the Relocation
Expenses, according to the following terms:

(a)

Repayment Due to Termination of Employment.

If Employee's employment with AMD terminates less than 13 full months after
the effective date of Employee's hire or transfer, Employee agrees to repay one
hundred percent (100%) of the Relocation Expenses paid by AMD. If Employee's
employment with AMD terminates at least 13 full months after the effective date
of Employee's hire or transfer, but less than 24 full months after the effective
date of Employee's hire or transfer, Employee agrees to repay the full amount of
the Relocation Expenses paid by AMD, less eight point thirty-three
percent (8.33%) for each full month of employment completed after the twelfth
month of employment. Employee agrees that repayment obligations under
this Agreement are not reduced by completion of partial months of employment.
Employee further agrees that Employee will repay Relocation Expenses by no later
than the effective date of the employment termination, and that any outstanding
balance on such repayment obligation is delinquent and immediately collectable
the day following the effective date of termination.

(b)

Repayment Forgiveness.

AMD agrees to forgive any repayment due AMD under this Agreement where AMD
terminates Employee's employment due to a company- or department-wide
reduction-in-force. AMD may also, in its sole discretion, forgive any repayment
due AMD under this Agreement under circumstances of an extraordinary or
unavoidable nature. The Parties agree that Employee's voluntary termination of
his/her employment, or AMD's termination of Employee's employment for any reason
other than those stated in this section 2(b), are not conditions requiring
forgiveness of any repayment due AMD under this Agreement.

3.

No Guarantee of Continued Employment.

Nothing in this Agreement guarantees employment for any period of time.

4.

Consent to Offset.

Employee agrees that any repayment due AMD under this Agreement may be
deducted to the extent permitted by law from any amounts due Employee from AMD
at the time of employment termination, including wages, accrued vacation pay,
incentive compensation payments, bonuses and commissions, and hereby expressly
authorizes such deduction(s).

5.

Acknowledgements and Integration.

Employee understands he/she has the right to discuss this Agreement with any
individual, and that to the extent desired, he/she has availed himself/herself
of this opportunity. Employee further acknowledges that he/she has carefully
read and fully understands the provisions of this Agreement, and that he/she is
voluntarily entering into it without any duress or pressure from AMD. Employee
also understands and acknowledges that this Agreement is the entire agreement
between him/her and AMD with respect to this subject matter, and Employee
acknowledges that AMD has not made any other statements, promises or commitments
of any kind (written or oral) to cause Employee to agree to the terms of this
Agreement.

6.

Severability.

The Parties agree that should any provision of this Agreement be declared or
determined by any court to be illegal, invalid or unenforceable, the remainder
of the Agreement shall nonetheless remain binding and enforceable and the
illegal, invalid or unenforceable provision(s) shall be modified only so much as
necessary to comply with applicable law.